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HomeMy WebLinkAbout2023-155-E-AMS-Siemens Industry-Passmore and Adult Day replace upgrade fire system Revised 06/21 1 [Departmental Use Only] TITLE Pass/Adult FA Replacement FY 2023-2024 NORTH CAROLINA CONSTRUCTION AGREEMENT UNDER $250,000.00 ORANGE COUNTY THIS CONSTRUCTION AGREEMENT (hereinafter called “Agreement”), made as of the 7th day of April, 2023, by and between Siemens Industry, Inc., (hereinafter called the “Contractor”), and Orange County, a political subdivision of the State of North Carolina, (hereinafter called the “County,” “Orange County,” or “Owner”). W I T N E S S E T H: That the Contractor and the Owner, for the consideration herein named, agree as follows: 1. CONTRACT DOCUMENTS; PRIORITY The Contract Documents consist of this Agreement, the Request for Proposals, Proposal, Construction Drawings, and Written Specifications. The Contract Documents form the Contract. In the event of any inconsistency between or among the Contract Documents the Contract Documents shall be interpreted in the following order of priority: a. This Agreement. b. Designer Approved Bulletins and Field Orders. c. Request for Proposals and addenda thereto. d. Proposal. 2. SCOPE OF WORK The Contractor shall furnish and deliver all of the materials, and perform all of the work required by this Agreement within the time period stipulated in a written Notice-to-Proceed to be executed by the Contractor and Owner and in accordance with the following enumerated documents, which are made a part hereof as if fully contained herein: a. Construction Drawings prepared by N/A (Sheet dated ) b. Written specifications prepared by the project engineer. c. Siemens Industry, Inc proposal dated March 24, 2023 which fully describes the work to be performed. Such work will hereafter be called the “Work”. d. Related documents listed under Section 1 above. 3. TERM AND SCHEDULING DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 2 a. The Contractor agrees to commence work pursuant to the written Notice to Proceed. b. The Contractor agrees to complete substantially all Work by December 31, 2023. c. Time is of the essence with respect to all dates specified in the Contract Documents as Completion Dates. d. The Contractor shall perform the Work in the time, manner, and form required by the Contract Documents and as stipulated in a written Notice-to-Proceed to be executed by the Contractor and Owner. e. It is expressly understood that the Owner will employ other contractors to perform work as a part of the Project whose work will be performed simultaneously and sequentially with the performance of the Work by the Contractor. It shall be necessary for the Contractor to coordinate its activities with such other contractors, particularly with respect to access to work areas, storage of materials and other common facilities. f. Should the Owner determine that the Contractor is behind schedule Owner may require, at no additional cost to the Owner, the Contractor to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform the Work in accordance with the approved project schedule. 4. STANDARD OF CARE a. The Contractor shall exercise reasonable care and diligence in performing the Work in accordance with the highest generally accepted standards of this type of Contractor practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Contractor is solely responsible for the professional quality, accuracy and timely completion and submission of all work. b. The Contractor shall not load or permit any part of the Work to be loaded with a weight that will endanger its safety, intended performance or configuration. c. Contractor shall be responsible for all errors or omissions caused by its employees, agents, contractors, or assigns in the performance of the Agreement. Contractor shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the Owner. d. Contractor is an independent contractor of Owner. Any and all employees of the Contractor engaged by the Contractor in the performance of any work or services required of the Contractor under this Agreement, shall be considered employees or agents of the Contractor only and not of the Owner, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Contractor. e. If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Contractor represents that it or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 3 credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. f. The Contractor is responsible for all physical damage to owned or rented machinery, tools, equipment, forms, and other items owned, rented or used by the Contractor and Subcontractor(s) in the performance of the Work including all of Owner’s property in Contractor’s care, custody, or control, and all such property while it is in transit. g. The Contractor is solely responsible for obtaining all permits necessary to complete the Work in compliance with all local, state, and federal laws. 5. PAYMENT & TAXES a. The Owner hereby agrees to pay to the Contractor for the faithful performance of this Agreement, and the Contractor hereby agrees to perform all of the Work for a sum not-to- exceed One Hundred Forty-Three Thousand, Nine Hundred Seventy-Eight Dollars ($143,978.00). Not later than the fifth (5th) day of each calendar month the Contractor shall submit to the Owner’s Representative, generally the architect if an architect is retained on the Work, a Request for Payment for work done during the previous calendar month. i. The Request for Payment shall be in form of a standardized invoice or AIA Document G702-703 appropriately addressed to Owner’s Representative at PO Box 8181, Hillsborough NC 27278 and shall show substantially the value of work done during the previous calendar month. ii. The amount due for payment shall be ninety-five percent (95%) of the value of work completed since the last Request for Payment and this amount shall be paid by the Owner on or before the last business day of the month. Owner shall retain five percent (5%). 1. Upon Owner’s Representative’s certification that ninety percent (90%) of the Work has been satisfactorily completed retainage may be discontinued. Retainage may be discontinued, at Owner’s Discretion, so long as work continues to be completed satisfactorily and on schedule. iii. Final payment shall not be due to the Contractor until thirty (30) days after one hundred percent (100%) of the Work, including punch list work, has been satisfactorily (as determined by the County) completed and an appropriate affidavit as required in Section 7(c) below has been received by Owner. b. Should Owner reasonably determine that Contractor has failed to perform the Work related to a Request for Payment, Owner, at its discretion may provide the Contractor ten (10) days to cure the breach. Owner may withhold the accompanying payment without penalty until such time as Contractor cures the breach. i. Should Contractor or its representatives fail to cure the breach within ten (10) days, or fail to reasonably agree to such modified schedule, Owner may immediately terminate this Agreement in writing, without penalty or incurring further obligation to Contractor. ii. This section shall not be interpreted to limit the definition of breach to the failure to perform the Work related to a Request for Payment. c. The Contractor has included in the Contract Price and shall pay all taxes assessed by any authority on the Work or the labor and materials used therein. It shall be the Contractor's DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 4 responsibility to furnish the Owner documentary evidence showing the materials used and sales and use tax paid by the Contractor and each of its subcontractors. 6. INSURANCE AND BONDS a. Minimum requirements – Contractor shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, and any additional insurance as may be required by Owner’s Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If Owner’s Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required mark N/A as being not applicable). Contractor shall not commence construction work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. b. Performance Bonds – Contractor shall furnish bonds covering the faithful performance of the Contract and payment of all obligations arising under any of the Contract Documents or related in any way to the Work. Contractor shall immediately furnish a copy of such bonds to any requesting person who appears to be a potential beneficiary of bonds covering payment obligations arising under any of the Contract Documents. This subsection 6(b) applies only to Contracts of fifty thousand dollars ($50,000.00) or more where the total cost for the project is three hundred thousand dollars ($300,000.00) or more. 7. INDEMNITY a. To the extent authorized by North Carolina law the Contractor shall indemnify, without limitation, and hold harmless to the maximum extent permitted by law the Owner and its agents and employees from and against any and all claims, damages, losses and expenses, including attorney's fees, arising out of or resulting from the performance or nonperformance of the Work, provided that any such claim, damages, loss or expense (A) is attributable to bodily injury, sickness, disease or death or injury to, or destruction of, property, including the loss of use resulting therefrom; and (B) is caused in whole or in part by any breach of any provision of the Agreement or by any negligent or wrongful act or omission of the Contractor, an y Subcontractor, or supplier of the Contractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The indemnification obligation under this paragraph shall not be limited in any way by any limitation of the amount or type of damages, compensation or benefits payable by or for the Contractor or any subcontractor under workers' compensation acts, disability benefits acts or other employee benefit acts. It is the intent of this section that the Contractor shall indemnify the County to the maximum extent allowed by law. b. The Contractor shall indemnify and hold harmless Owner from any lien of whatever type through the purchase of appropriate bonds and insurance as designated in Section 6 above. In the event any such lien is filed against Owner’s property Contractor shall, through such bonds and insurance or at Contractors expense, defend Owner against all such claims of lien. DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 5 c. Upon completion of the Work the Contractor shall execute an affidavit stating there are no unpaid debts for any work that has been done or materials that have been furnished to the project prior to and as of the date of substantial completion and further stating that Contractor shall indemnify, save and protect Owner and Owner’s lender, if any, harmless from and against any and all claims, liabilities, losses, damages, causes of action, and expenses (including court costs and reasonable attorney’s fees related thereto) arising out of, in connection with, or resulting from any such debts and liens. Such indemnification shall be in a form and substance acceptable to Owner. d. By executing this Agreement Contractor agrees to abide by and be bound by the indemnification provisions herein and of Section 7(c) specifically. 8. DISPUTE RESOLUTION AND GOVERNING LAW a. Any dispute with respect to any provision of, or the performance or non-performance of, this Agreement shall be subject to the Dispute Resolution Rules and Procedures for Orange County Design, Building Construction, Renovation, and Repair Projects. The policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). b. The laws of the State of North Carolina shall apply to the interpretation and enforcement of this Agreement. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or nonperformance of, this Agreement or the Contract shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. c. Notice of any claim by Owner or Contractor must be initiated by written notice to the other Party within thirty (30) days of the occurrence of the event giving rise to the claim or within thirty (30) days of the discovery of the event or condition giving rise to the claim, whichever is later. i. Should any claim be made, regardless of whether such claim is made by Owner or Contractor, Contractor shall continue to faithfully and diligently perform the Work in such a manner as to meet all scheduled timelines. Any failure to faithfully and diligently perform the Work may be deemed, by the Owner, a breach of the Contract. ii. If a claim is made such claim shall be made to the initial decision maker, if applicable, who may request more supporting data, reject the claim in whole or in part, approve the claim in whole or in part or advise the parties the claim is unable to be resolved. iii. If a claim is made by the Owner the Owner may, but is not obligated to, notify the surety. 9. NON–APPROPRIATION a. Contractor acknowledges that Owner is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. b. In the event that public funds are unavailable or not appropriated for the performance of Owner’s obligations under this Agreement, then this Agreement shall automatically expire DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 6 without penalty to Owner immediately upon written notice to Contractor of the unavailability or non-appropriation of public funds. It is expressly agreed that Owner shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement. c. In the event of a change in the Owner’s statutory authority, mandate or mandated functions, by state or federal legislative or regulatory action, which adversely affects Owner’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to Owner upon written notice to Contractor of such limitation or change in Owner’s legal authority. 10. NOTICES Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Owner: Contractor: Orange County Siemens Industry, Inc Attn: A. Barnes Attn: Jerry Brown P.O. Box 8181 215 Southport Drive, Ste 900 Hillsborough, NC 27278 Morrisville, NC 27560 11. MISCELLANEOUS a. Duties and Obligations imposed by the Contract Documents shall be in addition to any Duties and Obligations imposed by state, federal or local law, rules, regulations and ordinances. b. No act or failure to act by the Owner or Contractor shall constitute a waiver of any right or duty granted them under the Contract Documents, nor shall any act or failure to act constitute any approval except as specifically agreed in writing. c. The Work shall be tested and inspected as required by the Contract Documents and as required by law. Unless prohibited by law the costs of all such tests and inspections related to state and federal codes such as ADA, Administrative, Electrical, Plumbing, Mechanical and Building Codes shall be borne by the Contractor. The costs for material and structural testing shall be conducted by an independent third party at the expense of the Owner. Delays related to any of the aforementioned tests and inspections shall not be grounds for delaying the completion of the work. If any such tests and inspections reveal deficiencies in the Work such that the Work does not comply with terms or requirements of the Contract Documents and the requirements of any code or law the Contractor is solely responsible for the cost of bringing such deficiencies into compliance with the terms of the Contract Documents and any code or law. d. Should the Architect, if an architect is retained for the project involving the Work, or Owner reject any portion of the Work for failing to comply with the Contract Documents Contractor shall immediately, at Contractor’s expense, correct the Work. Any such rejection may be made before or after substantial completion. If applicable, any additional expense borne by the Architect under this section shall be paid at Contractor’s expense. e. The Contractor shall not assign any portion of this Agreement nor subcontract the Work in DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 7 its entirety without the prior written consent of the Owner. f. By executing this Agreement Contractor affirms that Contractor and any subcontractors of Contractor are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. g. By executing this Agreement Contractor certifies that Contractor has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. h. By executing this Agreement Contractor certifies that Contractor has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. i. The County has designated (Angel Barnes) to act as the County's representative with respect to the Work and shall have the authority to render decisions within guidelines established by the County Manager or the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. j. Contractor shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non- discrimination laws, policies, rules, and regulations and the Orange County Non- Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. k. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. l. In the event of a breach by Contractor Owner has sole authority to determine the reasonableness of Contractor’s actions to remedy such breach or complete the performance of its obligations. m. Upon request of the Owner, the Contractor shall submit to County all relevant documentation, including but not limited to, job cost records, to support its claims for final compensation and if such request is made final compensation shall not be due until all relevant documentation is received, reviewed, and approved by Owner. 12. CONSEQUENTIAL AND LIQUIDATED DAMAGES a. Owner and Contractor mutually waive any claim against each other for consequential damages. Consequential Damages include: DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 8 i. Damages incurred by Owner for loss of use, income, financing, or business. ii. Damages incurred by Contractor for office expenses, including personnel, loss of financing, profit, income, business, damage to reputation, or any other non-direct damages. b. Liquidated damages shall be in accord with the Contract Documents. If the Contract Documents do not otherwise address liquidated damages, such damages shall be in the amount of five hundred dollars ($500.00) per day. 13. TERMINATION OR SUSPENSION a. The Owner may, without cause, order the Contractor to terminate, suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. i. If Owner issues a written order to delay, suspend, or interrupt the Work, and such order is not due to or as a result of any fault on the part of the Contractor or any subcontractor, the Contractor may recover a per diem amount of five hundred dollars ($500.00) per day with a not-to-exceed limit of ten thousand dollars ($10,000.00). ii. In the event of termination by th e Owner under this Agreement, the Contractor shall be entitled to receive its reasonable and documented direct costs prior to termination, including the cost of materials purchased for the Work which purchases cannot be canceled or which material cannot reasonably be used by the Contractor on other work, and the cost of closing down the work in a safe and efficient manner. iii. If Owner elects to suspend or terminate the contract pursuant to subparagraphs 13.a.i. or 13 a.ii. the sole remedy available to the Contractor are those listed in the subparagraphs and Contractor is not entitled to any right to further claims for any amount owed or disputed or for payment of damages alleged to have been sustained as a result of Owner’s order to delay, suspend, or interrupt the Work. b. The Owner may, with cause, order the Contractor to suspend, delay or interrupt the Work in whole or in part for such period of time as the cause remains. i. If Owner issues a written order to delay, suspend, or interrupt the Work, and such order is due to or as a result of any fault on the part of the Contractor or any subcontractor, the Owner may reduce payment at a per diem amount of five hundred dollars ($500.00) per day. c. Contractor may terminate the Contract if, at the Owner’s written direction, the Work is stopped for twenty one (21) consecutive days through no act or fault of the Contractor, their agents or employees, or a subcontractor or their agents or employees or any other person performing work pursuant to the Contract Documents. Contractor may terminate the Contract if a Court or other Public authority having jurisdiction enters a lawful order that requires all work to be stopped and such stoppage lasts for twenty one (21) consecutive days. DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Revised 06/21 9 d. Either party may terminate this Agreement upon notice to the other party that obligations pursuant to this Agreement are made impossible due to declarations of emergency by Orange County or by North Carolina due to events directly impacting Orange County. Both parties shall remain responsible for all payment and performance due up to the receipt of such notice, but shall have no further obligation or responsibility beyond that date provided the terminating party has taken all reasonable steps to complete the performance of its obligations. 14. ENTIRE AGREEMENT All of the documents listed, referenced or described in this Agreement, the written Notice-to- Proceed, together with Modifications made or issued in accordance herewith are the Contract Documents, and the work, labor, materials and completed construction required by the Contract Documents and all parts thereof is the Work. The Contract Documents constitute the entire agreement between Owner and Contractor. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. If any provision of the Agreement shall be declared invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date first above written wholly or in a number of counterparts each of which shall, without proof or accounting for other counterparts, be deemed an original contract. ORANGE COUNTY CONTRACTOR ____________________________________ ________________________________________ Signature Signature County Manager ________________________________________ Printed Name and Title DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 4/12/2023 Jerry Brown Branch General Manager 4/16/2023 Revised 06/21 10 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Siemens Industry, Inc Party/Vendor Contact Person: Nelson Ciuffardi (nelson.ciuffardi@siemens.com) Contact Phone: 919.469.5095 Party/Vendor Address: 215 Southport Drive, Ste 900 City Morrisville State: NC Zip: 27560 Department: AMS Amount: 121,514.00 Purpose: Passmore & Adult Day - Replace/Upgrade Fire Alarm System Budget Code(s): 61370035-880000-30001 Vendor # 53325 (N/A if new vendor) Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date 4/7/2023 Approved by Board Yes No Agenda Date: --- For Section XIV. c. contracts only, Approved by Board in Current FY Budget Yes No This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmation. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: N/A Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 4/13/2023 4/14/2023 4/15/2023 PROPOSAL OC Sportsplex NC Rev A PREPARED BY Siemens Industry, Inc. ("Siemens") PREPARED FOR ORANGE COUNTY ASSET MANAGEMENT SERVICES DELIVERED ON 03/23/2023 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Table of Contents SIEMENS PROPOSAL .......................................................................................................3 Contact Information ..............................................................................................3 Scope of Work .......................................................................................................4 Clarifications .........................................................................................................5 Inclusions ..............................................................................................................6 Exclusions .............................................................................................................7 Equipment List ......................................................................................................8 Sell Price ..............................................................................................................10 Payment Terms ....................................................................................................11 Terms and Conditions ...................................................................................................12 Terms & Conditions Link(s)..................................................................................12 Signature Page .............................................................................................................13 Signature Page ....................................................................................................13 Page 2 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Proposal #:7762739 Date:03/24/23 Contact Information Sales Executive:Nelson Ciuffardi Branch Address:215 Southport Dr. Suite 900 Morrisville, NC,27560 Telephone:984.389.5833 Email Address:nelson.ciuffardi@siemens.com Customer Contact:Angel Barnes Customer:ORANGE COUNTY ASSET MANAGEMENT SERVICES Address:306 Revere Road | A102 | Hillsborough, NC 27278 Services shall be provided at:Passmore Center - 103 Meadowlands Dr, Hillsborough, NC 27278 Soltys Adult Day Care Center - 105 Meadowlands Dr, Hillsborough, NC 27278 Page 3 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Scope of Work Siemens will provide a one (1) for one (1) device replacement and include a new fire alarm migration project to include a new Desigo fire alarm system for the Passmore and Solty Center. Siemens will crosstie the new Desigo system to the existing fire alarm system in the Sports complex. Any additional field changes that deviate from the AHJ stamped approved drawings, as a result of site conditions will constitute as a change order to Siemens Industry, Inc. Also refer to the Inclusions, Exclusions, Clarifications and Bill of Materials that are part of this proposal listed below. Page 4 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Clarifications 1.Siemens will provide the fire alarm permit, review and inspection fees. 2.Siemens crosstie will include Fire alarm notification only with the expectation that the existing Sportsplex FACP is being monitored by third party provider. 3.Siemens new FACP will include pointe id for all new devices through our Central Monitoring Station. 4.Siemens will need to be provided with architectural backgrounds in Auto CAD files, 5.Siemens will provide One (1) submittal sets of drawings, as well as One (1)construction sets, and One (1)as built sets.An electronic and hard set of approved and stamped as builds will be provided to the Owner upon the project completion. 6.Owner will need to allow Siemens full and complete access to the property for the duration of the project. 7.Project will be performed under one (1) phase and will need to have the Owner's input and will require the Owner's cooperation to complete during the allotted time. 8.Submittals may take between 4-6 weeks for approval through the Fire Department. 9.All work to be performed during normal working hours of Monday thru Friday, 6:00am to 4:00pm. 10.If this proposal includes a Smoke Control/Smoke Management system, Siemens must be provided Smoke Control/Smoke Management Drawings which define all Zone Boundaries, location, type of equipment used, and a detailed input/output matrix or sequence of operations.In the event that such information is provided post-award or such information is discovered by Siemens during installation of the scope, a change order for additional time and an increase in cost may be required due to the information differing from assumptions that Siemens had to make in developing the scope. Page 5 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Inclusions 1.Freight 2.Engineering 3.Project Management for Siemens Scope of work 4.System Commissioning and Final Pretest 5.Final AHJ Testing and certification 6.Fire Alarm Submittal to customer 7.Fire Alarm Submittal to AHJ 8.Fire Alarm Permit for the Passmore and Solty center only 9.Professional Engineers stamp which may be required 10.Supply or installation of any electrical conduits, cables, wiring or back boxes, and equipment 11.As interpreted in the specifications, as shown on drawings, and as defined in this proposal 12.Demolition of the existing fire alarm system 13.Price is based on Auto-CAD electronic drawings for the project being supplied to us by others 14.DACT 15.One (1) year warranty 16.Customer training 17.Final wiring terminations to the control panel 18.One (1) submittals 19.One (1)O&M manuals 20.Programming 21.Alarm Crosstie with the intent to leave the existing panel and monitoring in place until SportsPlex modification is completed 22.120 VAC Fire Alarm power 23.10% Fire Alarm Testing Page 6 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Exclusions 1.Offsite system monitoring fees 2.Cost associated with multiple trips to the job site due to incompletion by others 3.Working in areas containing hazardous materials or confined space 4.Cost associated with schedule acceleration or multiple unplanned phases 5.Telephone line for DACT and/or IP Network Connection 6.Costs associated with bypassing the system during construction 7.Creating base building auto cad drawings for the project 8.Ceiling and/or wall removal, replacement, patching, and painting 9.Per project aggregate general liability insurance 10.Overtime 11.After hours work 12.Additional testing due to others 13.Dedicated phone lines 14.Dedicated IP Network Drop 15.Performance or payment bonds 16.Bonding or special insurance 17.Fire caulking 18.Scaffolding and lifts 19.Security system interface or door lock release 20.Existing Fire alarm Manafucter Support, programming and material 21.Proposal excludes sales tax. Sales tax will be included on the invoice unless Siemens receives a completed NCDOR E589CI (North Carolina Affidavit of Capital Expenditures).We have included an NCDOR E589CI form with this proposal for your convenience. Page 7 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Equipment List Qty Ref #Description 1 D-MOD-250-ZIC4A-EP Fire Alarm Control Panel 1 CAB3-BB LARGE SIZE (3 ROW) ENCLOSURE BACKBOX - BLACK FIELD MOUNTED 1 CAB3-BD-OD-LP INCLUDES: (1) CAB3-BD,(1) BCL AND (1) OD-LP 1 BCL Siemens 60 Pin Cable Long Version for Row 2 and 3 1 FCA2015-U1 Dialer module (DACT) 2 NIC-C Siemens Fire Alarm Network Interface Card 2 SSD-C Annunciator 4 PAD-4-9A-CLSA NAC Power Supply 1 SCM-8 Siemens 8 Switch Module 1 ID-MP Siemens Inner Door Module Mounting Plate 1 LPB Siemens Local Page Board 1 LVM Siemens Handheld Paging Microphone 2 CC-5 Siemens 5 Slot Card Cage Assembly 1 CSB CAN SOUNDER BOARD (FOR REMOTELY MOUNTED SCM/FCM FOR KEY PRESS AUDIBLE FEEDBACK) MOUNTS TO SCM/FCM 1 DAC-NET Siemens Digital Audio Network Card 6 ZAC-40 Siemens 40 Watt Zone Amplifier Card 1 PSX-12 Siemens 12A Power Supply Extender 1 CAB-BATT Siemens Battery Enclosure Cabinet 1 CCL Siemens Can Bus Cable 3 Ft Long 8 PW-PS1270F2 Battery 2 PW-PS121000 12 Volt 100 Amp Hour 1 OD-LP Siemens Outer Door Clear Lens Plate 2 FDCIO422 4 Input and 4 Output Module 3 FDT421 Siemens Addressable Heat Detector 13 DB-11 Detector 5 XMS-D Manual Pull Station 6 TSM-1X Test Switch 10 XTRI-S Input Module 16 FDO421 Smoke detector 6 FDBZ492-HR Duct Smoke Detector Page 8 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Qty Ref #Description 2 SETSF-VR Speaker Vandal Resist 29 SLSPSWR-F Speaker Strobe 29 SLSWR-F Strobe 1 LXDACT-CBL Longer XDACT to PMI cable 1 XDACT-ASSY DIALER,MNT PLATE,CABLES 1 SLE-LTEVI-CFB-PS Cell/IP Dialer 1 SLE-ANTEXT100 Cellular Dialer Part 6 ST-50 5 FT SAMPLING TUBE 1 XTRI-R Input and Output Module 5 R9999 Ditek DTK-DF120S1 1 CCA-1-CL CCA-1-CL CC ADD 1 CLIENT 1 CCA-100-FIRE CCA-100-FIRE CC 100 FIRE DP 1 MOSA MOSA MONITORING ONLY SOLUTION ASSEMBLY Page 9 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Sell Price Total Quote Price $143,977.31 This price is firm for 30 days from the date of this proposal. Page 10 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Payment Terms Payment Terms Acceptance Agreement The total price of:$143,977.31 and the estimated return on investment are based on the items outlined in this proposal.ANY STATEMENTS MADE HEREIN REGARDING SAVINGS THAT MAY BE ACHIEVED BY IMPLEMENTING THE SERVICES OFFERED IN THIS PROPOSAL ARE ESTIMATES ONLY. NO WARRANTY, EITHER EXPRESSED OR IMPLIED, SHALL BE CONSTRUED TO ARISE FROM SUCH STATEMENTS, NOR SHALL SUCH STATEMENTS BE CONSTRUED AS CONSTITUTING A GUARANTEE BY SIEMENS THAT SUCH SAVINGS WILL OCCUR IF THE SERVICES ARE IMPLEMENTED. The Buyer acknowledges that when accepted by the Buyer as proposed by Siemens Industry, Inc., this Proposal and the Siemens RAM Projects Business Standard Terms and Conditions, (together with any other documents, including any applicable Rider(s), incorporated herein) shall constitute the entire agreement of the parties with respect to its subject matter.BY EXECUTION HEREOF, THE SIGNER CERTIFIES THAT (S)HE HAS READ ALL OF THE TERMS AND CONDITIONS AND DOCUMENTS, THAT SIEMENS OR ITS REPRESENTATIVES HAVE MADE NO AGREEMENTS OR REPRESENTATIONS EXCEPT AS SET FORTH THEREIN, AND THAT (S)HE IS DULY AUTHORIZED TO EXECUTE THE SIGNATURE PAGE ON BEHALF OF THE BUYER. Proposal is valid for thirty (30) days from the delivery date of March 24, 2023. Payment is due within 30 days of invoice date. Payment Terms: 25% mobilization in advance, progress payments Total:$143,977.31 Page 11 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Terms & Conditions Link(s) Terms and Conditions (Click to download) Terms & Conditions (Unrestricted) (www.siemens.com/standard-terms-project-unrestricted) Price Escalation.If, during the term of this Contract, the price of various materials or labor or logistics are increased as reflected by CRU/IHS Markit/CMAI/COMEX market index, then Siemens may increase the Contract Sum or apply a surcharge to Customer accordingly. As a result of the global Covid-19 Virus outbreak, temporary delays in delivery, labor or services from Siemens and its sub-suppliers or subcontractors may occur. Among other factors, Siemens' delivery is subject to the correct and punctual supply from sub-suppliers or subcontractors, and Siemens reserves the right to make partial deliveries or modify its labor or services. While Siemens shall make every commercially reasonable effort to meet the delivery or service or completion date mentioned above, such date is subject to change. To the extent applicable, the following Rider(s) are incorporated and made part of the Siemens Standard Terms and Conditions: Riders (Click on rider below to download) SI Fire Life Safety Rider (www.siemens.com/rider-fls) SI Mass Notification Rider (www.siemens.com/rider-mass-notification) SI Monitoring Rider (www.siemens.com/rider-monitoring) SI Software License Warranty (www.siemens.com/rider-software-license) SI Consulting Rider (www.siemens.com/rider-consuling) Page 12 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 Signature Page Proposed by:Accepted by: Siemens Industry, Inc. ______________________________________ Company ORANGE COUNTY ASSET MANAGEMENT SERVICES _____________________________________ Company Nelson Ciuffardi ______________________________________ Name _____________________________________ Name (Printed) 7762739 ______________________________________ Proposal # _____________________________________ Signature $143,977.31 ______________________________________ Proposal Amount _____________________________________ Title March 24, 2023 ______________________________________ Date _____________________________________ Date _____________________________________ Purchase Order # Page 13 of 13 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 09/27/2022 MARSH USA, INC. 445 SOUTH STREETMORRISTOWN, NJ 07960-6454 CN102147003-RAM--22/23 228 Rentas NOC60 . HDI Global Insurance Company Travelers Property Casualty Co. of America The Travelers Indemnity Company 25658 25674 41343 SIEMENS INDUSTRY, INC. 1000 DEERFIELD PARKWAYBUFFALO GROVE, IL 60089-4513 NYC-009196547-30 2 X X X GLD1110114 10/01/2022 10/01/2023 1,000,000 100,000 1,000,000 1,000,000 B X X X X TC2J-CAP-7440L34A-TIL-22 10/01/2022 10/01/2023 N/A N/A N/A 2,000,000 B C B N '''''''''''$500K LIMIT / $500K SIR''''''''''' TWXJUB-7440L338-TIL-22 (OH) UB-8P79233A-22-51-R (AZ,MA,WI) UB-8P83929A-22-51-K (AOS) 10/01/2022 10/01/2022 10/01/2022 10/01/2023 10/01/2023 10/01/2023 1,000,000 1,000,000 1,000,000 RE: JOB NO. N/A SEE ATTACHED INCL 10,000,000 X A COUNTY OF ORANGE of Marsh USA Inc. ASSET MANAGEMENT SERVICES 600 NC HIGHWAY 86 N HILLSBOROUGH, NC 27278 DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: MARSH USA, INC. 2 2 SIEMENS INDUSTRY, INC.1000 DEERFIELD PARKWAYBUFFALO GROVE,IL 60089-4513 25 Certificate of Liability Insurance CN102147003 Morristown RE: JOB NO. N/A COUNTY OF ORANGE; ASSET MANAGEMENT SERVICES IS INCLUDED AS ADDITIONAL INSURED UNDER THE ABOVE REFERENCED GENERAL LIABILITY AND AUTOMOBILE LIABILITY INSURANCE POLICIES AND THE COVERAGE AFFORDED THE ADDITIONAL INSURED UNDER THESE POLICIES SHALL BE PRIMARY AND NON-CONTRIBUTORY INSURANCE TO THE EXTENT THAT A CLAIM ARISES FROM THE NEGLIGENCE OF SIEMENS INDUSTRY, INC. OR ITS SUBCONTRACTORS WITH RESPECT TO ALL OPERATIONS OF THE INSURED BUT ONLY WITH RESPECT TO ALL WORK PERFORMED BY AND ON BEHALF OF THE NAMED INSURED, SIEMENS INDUSTRY, INC. FOR CERTIFICATE HOLDER UNDER CONTRACT. IF THESE POLICIES ARE CANCELLED FOR ANY REASON OTHER THAN NON-PAYMENT OF PREMIUM, THE INSURER WILL DELIVER NOTICE OF CANCELLATION TO THE CERTIFICATE HOLDER UP TO 60 DAYS PRIOR TO THE CANCELLATION OR AS REQUIRED BY WRITTEN CONTRACT, WHICHEVER IS LESS. DocuSign Envelope ID: B15E37A2-EA23-4805-A382-5F013356CE60